Independent practitioner’s assurance report
Ernst & Young LLP (“EY”) has been requested by Pearson plc (the “Client”) to provide you, and the company you may be representing (the “Company”) with a copy of the Independent practitioner’s assurance report we prepared, on their instructions, on [topic] (“the Report”).
The Report was prepared solely for the use of the Client and addressed issues specific to them. Accordingly, we may not have addressed issues of relevance to you and the Company (together the “Recipients”). Further, the Report was concluded on [date of report], and we have not undertaken any further work since that time. Material events may therefore have occurred which will not be reflected in the Report. The Report was based on historical information and any projection to future periods, which is based on the historical information or the Report, is inappropriate given changes may occur after the Report is issued.
Whilst we are prepared to provide a copy of the Report to the Recipients, it is only on the basis that the Recipients acknowledge and agree that:
This agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.
For the purposes of this agreement “EY Persons” shall mean Ernst & Young LLP, any other member of the global network of Ernst & Young firms and any of their respective subcontractors, members, shareholders, directors, officers, partners, principals or employees (including but not limited to employees of Ernst & Young Services Limited). “EY Person” shall be construed accordingly.
If you wish to access the Report you should confirm your acceptance of and agreement to the terms of this agreement by [entering your name, employer and job title where indicated below and] clicking on the “I AGREE” button below.
By entering your name, employer and job title where indicated below and clicking on the "I AGREE" button you signify that you and the Company agree to be bound by these terms and conditions. You confirm that you are authorised to enter into this agreement on behalf of the Company and that once you click on the “I AGREE” button below this agreement is legally binding on, and enforceable against, the Company. Such acceptance and agreement shall be deemed to be as effective as a written signature provided manually by you, for and on behalf of you and the Company, and shall be deemed to satisfy any requirements of any applicable law to create a legally enforceable contract, notwithstanding that the agreement is written and accepted electronically.